Perrigo公布二季度业绩并重申全年展望，盘初股价大幅重定价

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_______________________________________________
FORM
8-K
______________________________________________
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
August 5, 2026
__________________________________
____________
Perrigo Company plc
(Exact name of registrant as specified in its charter)
_______________________________________________
Commission file number
001-36353
Ireland
Not Applicable
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
The Sharp Building,
Hogan Place,
Dublin 2,
Ireland
D02 TY74
+
353
1
7094000
(Address, including zip code, and telephone number, including
area code, of registrant’s principal executive offices)
Not Applicable
(Former name or former address, if changed since last report)
________________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
Securities Registered pursuant to section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Ordinary shares, €0.001 par value
PRGO
New York Stock Exchange
5.150% Notes due 2030
PRGO30
New York Stock Exchange
6.125% Notes due 2032
PRGO32A
New York Stock Exchange
5.375% Notes due 2032
PRGO32B
New York Stock Exchange
5.300% Notes due 2043
PRGO43
New York Stock Exchange
4.900% Notes due 2044
PRGO44
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 2.02.
Results of Operations and Financial Condition
On August 5, 2026, Perrigo Company plc (the “Company”) released earnings for the second quarter ended June 27, 2026. The press release related to the Company’s earnings is attached as Exhibit 99.1.
The Company provides non-GAAP financial measures as additional information that it believes is useful to investors and analysts in evaluating the performance of the Company's ongoing operating trends, facilitating comparability between periods and, where applicable, with companies in similar industries and assessing the Company's prospects for future performance. These non-GAAP financial measures exclude items, such as amortization expense, unusual litigation, impairment charges, restructuring charges, and acquisition and integration-related charges, that by their nature affect comparability of operational performance or that we believe obscure underlying business operational trends. The intangible asset amortization excluded from these non-GAAP financial measures represents the entire amount recorded within the Company’s GAAP financial statements and is excluded because the amortization, unlike the related revenue, is not affected by operations of any particular period unless an intangible asset becomes impaired or the estimated useful life of an intangible asset is revised. The revenue generated by the associated intangible assets has not been excluded from the related non-GAAP financial measure. The non-GAAP measures the Company provides are consistent with how management analyzes and assesses the operating performance of the Company, and disclosing them provides investor insight into management’s view of the business. Management uses these adjusted financial measures for planning and forecasting in future periods, and evaluating segment and overall operating performance. In addition, management uses certain of the profit measures as factors in determining compensation.
Non-GAAP measures related to profit measurements, which may include adjusted gross profit, adjusted net income, adjusted operating income, adjusted diluted earnings per share, adjusted gross margin, constant currency net sales, adjusted operating margin and adjusted effective tax rate are useful to investors as they provide them with supplemental information to enhance their understanding of the Company’s underlying business performance and trends, and enhance the ability of investors and analysts to compare the Company’s period-to-period financial results. Management believes that adjusted gross margin and adjusted operating margin are useful to investors, in addition to the reasons discussed above, by allowing them to more easily compare and analyze trends in the Company’s peer business group and assisting them in comparing the Company’s overall performance to that of its competitors. The Company also discloses net sales growth excluding the impact of currency on an organic basis. In addition, the Company presents non‑GAAP measures for 'Core' Perrigo, reflecting its go‑forward business and excluding infant formula currently under strategic review and previously announced divestitures. Core measures may include Core net income, Core net sales, Core organic net sales, Core gross profit, Core operating income, Core diluted earnings per share, Core gross margin, and Core operating margin, including on an organic, constant‑currency basis. Management believes these measures provide greater consistency in financial reporting and facilitate meaningful comparisons of underlying operating results and acquisition and divestiture activity.
The Company cannot reconcile its ‘All In’ or ‘Core’ expected organic net sales growth, adjusted gross margin, adjusted operating margin, adjusted earnings per share, adjusted diluted earnings per share, or adjusted effective tax rate to the most directly comparable GAAP measures under "Fiscal Year 2026 Outlook from Continuing Operations" without unreasonable effort because certain items that impact net income and other reconciling metrics are out of the Company's control and/or cannot be reasonably predicted at this time. These items include, but are not limited to, uncertainty of non-recurring infant formula related charges and timing and amount of restructuring charges and the income tax effects of these items or other income tax-related events.
The Company believes these supplemental financial measures provide investors with consistency in financial reporting, enabling meaningful comparisons of past and present underlying operating results, and also facilitate analysis of the Company’s operating performance and acquisition and divestiture trends.
Investors should consider the non-GAAP measures provided in the attached earnings release in conjunction with, and not in lieu of, the Company's reported financial statements in accordance with GAAP.
In deriving some or all of the non-GAAP measures provided, reported results for the periods below were adjusted for the following items:
Three Months Ended June 27, 2026 and June 28, 2025 Results
•
Amortization expense related primarily to acquired intangible assets
•
Unusual litigation
•
Restructuring charges and other termination benefits
•
Impairment charges
•
(Gain) Loss on divestitures
•
Other non-GAAP adjustments
•
Non-GAAP tax adjustments
•
Divestitures
•
Infant Formula
•
Foreign currency translation movement
The information in this Current Report on Form 8-K is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
ITEM 9.01.
Financial Statements and Exhibits
(d)
Exhibits
Exhibit Number
Description
99.1
Press Release issued by Perrigo Company plc on
Au
gust
5
, 2026 furnished solely pursuant to Item 2.02 of Form 8-K.
104
Cover Page Interactive Data file (embedded within the Inline XBRL document).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
(Registrant)
PERRIGO COMPANY PLC
By:
/s/ Eduardo Bezerra
Dated:
August 5, 2026
Eduardo Bezerra
Chief Financial Officer

----- EXHIBIT -----

EX-99.1
2
cy26q2ex991pressrelease.htm
EX-99.1
Document
EXHIBIT 99.1
Perrigo Reports Second Quarter 2026 Financial Results From Continuing Operations
•
Execution of Three-S plan driving continued improvement in underlying business fundamentals, including market share growth in U.S. store-brand OTC and key European brands
•
Streamlined portfolio through completion of Dermacosmetics divestiture and continuing strategic reviews of Infant Formula and Oral Care businesses
•
Reaffirmed full-year 2026 outlook with sequentially stronger second-half performance
DUBLIN
, August 5, 2026 /PRNewswire/ -- Perrigo Company plc (NYSE: PRGO) ("Perrigo" or the "Company"), a leading provider of Consumer Self-Care Products
,
today announced financial results from continuing operations for the second
quarter ended June 27, 2026.
“We continued to execute our Three-S plan in the second quarter, strengthening areas of the business within our control, improving operational performance, streamlining our portfolio, and further reducing debt,” said Albert Manzone, Interim President and Chief Executive Officer. “While results were impacted by ongoing category softness and macroeconomic headwinds, we again drove market share gains as our broad portfolio of quality self-care products across all price points continues to resonate with consumers seeking value and affordability. We also took another important step in simplifying our portfolio by completing the previously announced sale of our Dermacosmetics business, and are continuing the strategic reviews of our Infant Formula and Oral Care businesses. We are becoming a more focused consumer self-care company, and are making progress in strengthening the underlying fundamentals of our business.”
“Looking ahead, we are reaffirming our full-year 2026 outlook with a sequentially stronger second half, supported by clear and tangible drivers, including the expected moderation of planned under absorption stemming from lower prior-year sales volumes, more favorable category comparisons, and continued strong operational execution. While mindful of an uncertain consumer and macroeconomic environment, we are continuing to gain market share, streamline our portfolio, and strengthen our balance sheet. At the same time, we remain focused on converting our operational progress into sustainable growth and long-term shareholder value.”
1
Second Quarter Results
As announced previously, the Company now reports results on both an All In and Core Perrigo basis. All In results reflect the entirety of our business, while Core represents our go-forward business and excludes Infant Formula and previously announced divestitures.
All In
Core
2Q'26
2Q'25
Change
2Q'26
2Q'25
Change
Reported Net Sales
$1,023
$1,056
(3.2)%
$907
$936
(3.1)%
Reported Gross Margin
30.7%
34.4%
(370)bps
Reported Operating Margin
2.3%
4.3%
(200)bps
Reported Diluted Earnings Per Share ("EPS")
$0.63
$0.00
n/m
All In
Core
2Q'26
2Q'25
Change
2Q'26
2Q'25
Change
Organic Net Sales
(1)
$1,019
$1,033
(1.3)%
$903
$936
(3.5)%
Adj. Gross Margin
35.6%
38.1%
(250)bps
37.0%
39.5%
(250)bps
Adj. Operating Margin
12.2%
12.8%
(60)bps
13.0%
14.6%
(160)bps
Adj. Diluted EPS
$0.50
$0.57
(12.3)%
$0.46
$0.58
(20.7)%
* Absolute amounts in millions. Data may not add due to rounding. Percentages are based on actuals.
(1) See attached Appendix for details. Change in net sales on an organic basis excludes the effects of acquisitions, divestitures and exited products, and the impact of currency.
Net Sales
•
Core net sales were $907 million, declining 3.1% year-over-year, while Core organic net sales decreased 3.5%. Core results reflected ongoing softness in consumption compared to a strong prior-year period, along with continued lower retail inventory levels. Consumption trends improved throughout the quarter, and Perrigo continued to gain market share across key categories driven by innovation and strong commercial execution.
Pricing
declined 0.7% and volume/mix decreased 2.4%.
•
All In reported net sales declined 3.2% year-over-year to $1.02 billion. All In results were primarily driven by the same factors as Core net sales in addition to Infant Formula net sales growth of 23.1% year-over-year, which was more than offset by the impact of divestitures.
Gross Margin
•
Reported All In gross margin was 30.7%, a decrease of 370 basis points versus the prior year due to the impact of lower net sales volumes, primarily within the Self Care segment, the carry over impact of planned under absorption stemming from lower prior-year sales volumes, and unfavorable mix, partially offset by improved Infant Formula productivity and the net recognition of a recovery of a portion of previously paid tariffs.
•
Core adjusted gross margin decreased 250 basis points to 37.0% driven by lower net sales volumes, the carry over impact of planned under absorption stemming from lower prior-year sales volumes in U.S. OTC, and unfavorable mix. These headwinds were partially offset by the net recognition of a recovery of a portion of previously paid tariffs and the gross margin contribution from innovation and continued market share gains.
•
All In adjusted gross margin decreased 250 basis points to 35.6%, driven by the same factors impacting Core adjusted gross margin in addition to the impact of divestitures. These pressures were partially offset by improved Infant Formula productivity, which more than offset planned under absorption stemming from lower prior-year sales volumes.
2
Operating Margin
•
Reported operating margin was 2.3% compared to 4.3% in the prior year due to unfavorable gross profit flow through partially offset by lower administrative expenses primarily related to the Operational Enhancement Program.
•
Core adjusted operating margin decreased 160 basis points to 13.0% primarily due to unfavorable gross profit flow through. This decline was partially offset by reduced operating expenses primarily driven by benefits from the Operational Enhancement Program.
•
All In adjusted operating margin decreased 60 basis points to 12.2%, driven by the same factors impacting Core adjusted operating margin as well as the impact of divestitures. These factors were partially offset by the strong performance of Infant Formula.
Other Items
•
Reported net interest and other income increased $124.1 million to $81.9 million primarily due to the gain on the sale of the Dermacosmetics business.
•
Net adjusted interest and other expense decreased $0.6 million to $39.3 million due to the reduction in debt outstanding.
•
The Company's reported effective tax rate was 16.0%. The Company’s adjusted effective tax rate increased 60 basis points to 17.5%.
Diluted EPS
•
Reported diluted EPS was $0.63 compared to $0.00 in the prior year, benefiting from the gain on sale of the Dermacosmetics business, as well as prior year isolated production variability in Infant Formula and restructuring expenses.
•
Core adjusted EPS declined $0.12 to $0.46, a 20.7% decrease from the prior year.
•
All In adjusted diluted EPS declined $0.07 to $0.50, a 12.3% decrease from the prior year.
3
Business Segment Results
2Q'26
2Q'25
Change
Organic Change
Segment net sales:
Self Care
$577
$599
(3.7)%
(3.9)%
Specialty Care
227
233
(2.8)%
(2.9)%
Infant Formula
101
82
23.1%
23.1%
Total segment net sales
904
914
(1.0)%
(1.2)%
All Other
119
143
(16.9)%
(2.4)%
Consolidated net sales
$1,023
$1,056
(3.2)%
(1.3)%
2Q'26
2Q'25
Change
Segment operating income:
Self Care
$79
$94
(16.2)%
Specialty Care
48
66
(27.9)%
Infant Formula
4
(12)
n/m
Total segment operating income
$131
$148
(11.8)%
All Other
26
26
0.5%
Unallocated
(32)
(38)
(17.3)%
Consolidated adjusted operating income
$125
$135
(7.9)%
* Absolute amounts in millions. Data may not add due to rounding. Percentages are based on actuals.
Self Care
Net sales decreased 3.7% compared to the prior year, inclusive of a 0.5% favorable impact of currency translation. The decline was driven by continued softness in category consumption across both the U.S. and Europe and a slower start to certain summer seasonal categories, which led to a continued reduction of retail inventory levels, most notably in Europe. Innovation, distribution gains, and strong commercial execution drove continued market share gains across key categories.
Segment operating income decreased 16.2%, primarily due to lower net sales volumes, unfavorable mix, and the planned under absorption stemming from lower prior-year sales volumes. These pressures were partially offset by benefits from the Operational Enhancement Program.
Specialty Care
Net sales decreased 2.8%, inclusive of a 0.1% favorable impact of currency translation. The decline was driven by Skin Health
results, which were impacted by a slower start in summer seasonal categories, lower sales of store brand
Minoxidil,
and a difficult prior-year comparison for
Mederma
®
due to the timing of inventory restocking. This sales decline was partially offset by growth in the Women’s Health category led by continued momentum from
Opill
®
and
ellaOne
®
.
Segment operating income decreased 27.9% due to unfavorable mix, higher advertising and promotional investments to support second-half growth initiatives,
and the planned under absorption stemming from lower prior-year sales volumes. These pressures were partially offset by benefits from the Operational Enhancement Program.
Infant Formula
Net sales increased 23.1% primarily driven by timing of contract infant formula shipments, in addition to increased net sales of store brand formula. This growth was partially offset by lower net sales of branded infant formula.
Segment operating income increased primarily due to improved gross profit flow through from the lapping of isolated production variability in the prior-year period that resulted in higher product
4
scrap, and the benefit of higher net sales. These factors were partially offset by planned under absorption stemming from lower prior-year sales volumes.
All Other
Net sales decreased 16.9%, inclusive of a 0.1% favorable impact of currency translation, primarily due to the impact of divestitures.
Segment operating income increased 0.5% due to the net recognition of a recovery of a portion of previously paid tariffs in addition to improved productivity and lower operating expenses in the Oral Care category. These factors more than offset the impact of divestitures.
Cash Flow and Balance Sheet
•
Net cash from operating activities was $83 million in the second quarter.
•
Second quarter capital expenditures were $14 million and the Company returned $40 million to shareholders through dividends.
•
Cash and cash equivalents as of June 27, 2026 were $400 million while total debt was $3.3 billion.
•
The substantial majority of the approximately $359 million of cash proceeds from the Dermacosmetics divestiture were applied toward debt reduction, reducing borrowings under the revolving credit facility and enhancing financial flexibility to support the Company's Three-S plan and long-term value creation.
Fiscal 2026 Outlook
The Company reaffirms its 2026 outlook. Second-half results are expected to benefit from the moderation of planned under absorption stemming from lower prior-year sales volumes, more favorable category comparisons, lower interest expense, continued cost benefits from the Operational Enhancement Program and progress across the Company's key growth initiatives, including innovation, distribution gains and demand generation. As indicated previously, planned under absorption stemming from lower prior-year sales volumes is expected to result in an unfavorable All In EPS impact of approximately $0.60 in 2026. Approximately $0.26 of that impact was recognized in the first quarter and $0.18 was recognized in the second quarter. The Company continues to closely monitor the consumer and macroeconomic environment.
All In
Ex Infant Formula
Ex
Divestitures
Core
Foreign Currency
Organic Core
Net Sales Growth
(5.5)% to (1.5)%
—
~270 bps
(3.0)% to +1.0%
(0.5)%
(3.5)% to +0.5%
Adj. Gross Margin
36.5% to 37.5%
~240 bps
~(10) bps
39.0% to 40.0%
Adj. Operating Margin
12.5% to 13.5%
~260 bps
~(10) bps
15.0% to 16.0%
Adj. EPS
$2.00 to $2.30
~$0.30
~$(0.05)
$2.25 to $2.55
Other assumptions
•
Net interest expense of approximately $156 million.
•
Adjusted effective tax rate of approximately 18.0%.
•
Adjusted weighted average shares outstanding of approximately 139.3 million.
•
Net leverage of, or slightly lower than, approximately 4.0 times adjusted EBITDA.
•
Cash from operating activities as a percentage of adjusted net income in the mid-60% range.
Webcast and Conference Call Information
5
Perrigo previously announced that management will host a call/webcast to discuss its second quarter 2026 financial results beginning at 08:30 A.M. (EDT) Wednesday, August 5, 2026. The call will be available live via webcast to interested parties in the investor relations section of the Perrigo website at http://perrigo.investorroom.com/events-webcasts or by phone at 800-836-8184, International 646-357-8785, and reference ID # 98476. A taped replay of the call will be available beginning at approximately 12:00 P.M. (EDT) Wednesday, August 5, until midnight Wednesday, August 12, 2026. To listen to the replay, dial 888-660-6345, International 646-517-4150, and use access code 98476#.
About Perrigo
Perrigo Company plc (NYSE: PRGO) is a leading provider of Consumer Self-Care Products and over-the-counter (OTC) health and wellness solutions that enhance individual well-being by empowering consumers to proactively prevent or treat conditions that can be self-managed.
For more information, visit
www.perrigo.com
.
Forward-Looking Statements
Certain statements in this press release are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, and are subject to the safe harbor created thereby. These statements relate to future events or our future financial performance and involve known and unknown risks, uncertainties and other factors that may cause our, or our industry’s actual results, levels of activity, performance or achievements to be materially different from those expressed or implied by any forward-looking statements. In particular, statements about our expectations, beliefs, plans, objectives, assumptions, future events or future performance contained in this report are forward-looking statements. In some cases, forward-looking statements can be identified by terminology such as “may,” “will,” “could,” “would,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” "outlook," "momentum," "continue," “estimate,” "forecast," “predict,” “potential” or the negative of those terms or other comparable terminology. The information presented under "Fiscal 2026 Outlook" is inherently forward-looking. We have based these forward-looking statements on our current expectations, assumptions, estimates and projections. While we believe these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond our control, including: supply chain impacts on our business, including those caused or exacerbated by armed conflict, trade and other economic sanctions and/or disease; general economic, credit, and market conditions; increased or new tariffs by the U.S. or foreign governments (and any retaliatory or reciprocal tariffs) and changes in global trade relations; the impact of the war in Ukraine and any escalation thereof, including the effects of economic and political sanctions imposed by the United States, United Kingdom, European Union, and other countries related thereto; the outbreak or escalation of conflict in other regions where we do business, including the ongoing conflict and social, political and economic environment in Israel and the broader Middle East; current and future impairment charges, if we determine that the carrying amount of specific assets may not be recoverable from the expected future cash flows of such assets; customer acceptance of new products; competition from other industry participants, some of whom have greater marketing resources or larger market shares in certain product categories than we do; pricing pressures from customers and consumers; resolution of uncertain tax positions and any litigation relating thereto, ongoing or future government investigations and regulatory initiatives; uncertainty regarding our ability to obtain and maintain our regulatory approvals; potential costs and reputational impact of product recalls or sales halts; potential adverse changes to U.S. and foreign tax, healthcare and other government policy; the effect of epidemic or pandemic disease; the timing, amount and cost of any share repurchases (or the absence thereof) and/or any refinancing of outstanding debt at or prior to maturity; fluctuations in currency exchange rates and interest rates; receipt of potential earnout payments in connection with the sale of the HRA Rare Diseases
6
Business and the risk that potential costs or liabilities incurred or retained in connection with this transaction may exceed our estimates or adversely affect our business or operations; the risk that potential costs or liabilities incurred or retained in connection with the sale of our Rx business may exceed our estimates or adversely affect our business or operations; the satisfaction of certain deferred payment milestones associated with the Dermacosmetics business divestment; the consummation and success of other announced and unannounced acquisitions or dispositions, and our ability to realize the desired benefits thereof; and our ability to execute and achieve the desired benefits of announced cost-reduction efforts and other strategic initiatives and investments, including our ability to achieve the expected benefits from our ongoing restructuring programs and strategic review processes described herein. Adverse results with respect to pending litigation could have a material adverse impact on our operating results, cash flows and liquidity, and could ultimately require the use of corporate assets to pay damages, reducing assets that would otherwise be available for other corporate purposes. These and other important factors, including those discussed in our Form 10-K for the year ended December 31, 2025, and in any subsequent filings with the United States Securities and Exchange Commission, may cause actual results, performance or achievements to differ materially from those expressed or implied by these forward-looking statements. The forward-looking statements in this press release are made only as of the date hereof, and unless otherwise required by applicable securities laws, we disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.
Non-GAAP Measures
This press release contains certain non-GAAP measures. A "non-GAAP financial measure" is defined as a numerical measure of a company's financial performance that excludes or includes amounts different from the most directly comparable measure calculated and presented in accordance with U.S. Generally Accepted Accounting Principles (GAAP) in the statements of operations, balance sheets or statements of cash flows of the Company. Pursuant to the requirements of the U.S. Securities and Exchange Commission, the Company has provided reconciliations to the most directly comparable U.S. GAAP measures for the following ‘All In’ and ‘Core’ non-GAAP financial measures referred to in this press release:
•
net sales growth on an organic basis, which excludes acquisitions, divestitures and exited products, and the impact of currency,
•
adjusted gross profit,
•
adjusted gross margin,
•
adjusted operating income,
•
adjusted operating margin,
•
adjusted net income,
•
adjusted diluted earnings per share,
•
adjusted effective tax rate,
•
constant currency net sales.
These non-GAAP financial measures should be considered as supplements to the GAAP reported measures, should not be considered replacements for, or superior to the GAAP measures and may not be comparable to similarly named measures used by other companies. The Company presents these non-GAAP financial measures in order to provide transparency to our investors because they are measures that management uses to assess both management performance and the financial performance of our operations and to allocate resources. In addition, management believes that these measures may assist investors with understanding and evaluating our initiatives to drive improved financial performance and enables investors to supplementally compare our operating performance with the operating performance of our competitors including with those of our competitors having different capital structures. While we have excluded certain of these items from
7
historical non-GAAP financial measures, there is no guarantee that the items excluded from non-GAAP financial measures will not continue into future periods. For instance, we expect to continue to experience and report restructuring-related charges associated with continued execution of our strategic initiatives.
The Company provides non-GAAP financial measures as additional information that it believes is useful to investors and analysts in evaluating the performance of the Company's ongoing operating trends, facilitating comparability between periods and, where applicable, with companies in similar industries and assessing the Company's prospects for future performance. These non-GAAP financial measures exclude items, such as amortization expense, unusual litigation, impairment charges, restructuring charges, and acquisition and integration-related charges, that by their nature affect comparability of operational performance or that we believe obscure underlying business operational trends. The intangible asset amortization excluded from these non-GAAP financial measures represents the entire amount recorded within the Company’s GAAP financial statements and is excluded because the amortization, unlike the related revenue, is not affected by operations of any particular period unless an intangible asset becomes impaired or the estimated useful life of an intangible asset is revised. The revenue generated by the associated intangible assets has not been excluded from the related non-GAAP financial measure. The non-GAAP measures the Company provides are consistent with how management analyzes and assesses the operating performance of the Company, and disclosing them provides investor insight into management’s view of the business. Management uses these adjusted financial measures for planning and forecasting in future periods, and evaluating segment and overall operating performance. In addition, management uses certain of the profit measures as factors in determining compensation.
Non-GAAP measures related to profit measurements, which may include adjusted gross profit, adjusted net income, adjusted operating income, adjusted diluted earnings per share, adjusted gross margin, constant currency net sales, adjusted operating margin and adjusted effective tax rate are useful to investors as they provide them with supplemental information to enhance their understanding of the Company’s underlying business performance and trends, and enhance the ability of investors and analysts to compare the Company’s period-to-period financial results. Management believes that adjusted gross margin and adjusted operating margin are useful to investors, in addition to the reasons discussed above, by allowing them to more easily compare and analyze trends in the Company’s peer business group and assisting them in comparing the Company’s overall performance to that of its competitors. The Company also discloses net sales growth excluding the impact of currency on an organic basis. In addition, the Company presents non‑GAAP measures for 'Core' Perrigo, reflecting its go‑forward business and excluding infant formula currently under strategic review and previously announced divestitures. Core measures may include Core net income, Core net sales, Core organic net sales, Core gross profit, Core operating income, Core diluted earnings per share, Core gross margin, and Core operating margin, including on an organic, constant‑currency basis. Management believes these measures provide greater consistency in financial reporting and facilitate meaningful comparisons of underlying operating results and acquisition and divestiture activity.
The Company cannot reconcile its ‘All In’ or ‘Core’ expected organic net sales growth, adjusted gross margin, adjusted operating margin, adjusted earnings per share, adjusted diluted earnings per share, or adjusted effective tax rate to the most directly comparable GAAP measures under "Fiscal Year 2026 Outlook from Continuing Operations" without unreasonable effort because certain items that impact net income and other reconciling metrics are out of the Company's control and/or cannot be reasonably predicted at this time. These items include, but are not limited to, uncertainty of non-recurring infant formula related charges and timing and amount of restructuring charges and the income tax effects of these items or other income tax-related events.
8
The Company believes these supplemental financial measures provide investors with consistency in financial reporting, enabling meaningful comparisons of past and present underlying operating results, and also facilitate analysis of the Company’s operating performance and acquisition and divestiture trends.
A copy of this press release, including the reconciliations, is available on the Company's website at www.perrigo.com.
Perrigo Contacts
Eric Jacobson, Vice President, Global Investor Relations
(616) 886-0375,
eric.jacobson@perrigo.com
Nick Gallagher, Associate Director, Global Investor Relations
(269) 686-3238,
nicholas.gallagher@perrigo.com
9
PERRIGO COMPANY PLC
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in millions, except per share amounts)
(unaudited)
Three Months Ended
Six Months Ended
June 27, 2026
June 28, 2025
June 27, 2026
June 28, 2025
Net sales
$
1,022.8
$
1,056.3
$
1,992.0
$
2,100.2
Cost of sales
708.9
693.4
1,352.6
1,345.0
Gross profit
313.9
362.9
639.4
755.2
Operating expenses
Distribution
21.7
23.6
44.3
46.4
Research and development
23.7
22.0
48.4
48.7
Selling
129.5
136.5
259.2
282.7
Administration
100.0
113.0
215.0
225.2
Impairment charges
1.0
1.5
331.8
4.6
Restructuring
14.4
8.7
89.5
38.1
Other operating expense, net
—
12.2
—
17.2
Total operating expenses
290.5
317.5
988.3
662.9
Operating income (loss)
23.5
45.4
(348.9)
92.3
Interest expense, net
38.4
39.6
79.3
78.6
Other (income) expense, net
(120.5)
2.6
(126.5)
2.2
Loss on extinguishment of debt
0.1
—
1.4
—
Income (loss) from continuing operations before income taxes
105.4
3.2
(303.1)
11.5
Income tax expense (benefit)
16.9
3.7
(1.8)
11.9
Income (loss) from continuing operations
88.5
(0.5)
(301.3)
(0.4)
Loss from discontinued operations, net of tax
(14.1)
(7.9)
(22.8)
(14.4)
Net income (loss)
$
74.5
$
(8.4)
$
(324.1)
$
(14.8)
Earnings (loss) per share
Basic
Continuing operations
$
0.64
$
(0.00)
$
(2.17)
$
0.00
Discontinued operations
(0.10)
(0.06)
(0.16)
(0.10)
Basic earnings (loss) per share
$
0.54
$
(0.06)
$
(2.33)
$
(0.10)
Diluted
Continuing operations
$
0.63
$
(0.00)
$
(2.17)
$
0.00
Discontinued operations
(0.10)
(0.06)
(0.16)
(0.10)
Diluted earnings (loss) per share
$
0.53
$
(0.06)
$
(2.33)
$
(0.10)
Weighted-average shares outstanding
Basic
139.1
138.2
138.9
138.0
Diluted
139.6
138.2
138.9
138.0
10
PERRIGO COMPANY PLC
CONDENSED CONSOLIDATED BALANCE SHEETS
(in millions, except per share amounts)
(unaudited)
June 27, 2026
December 31, 2025
Assets
Cash and cash equivalents
$
399.7
$
531.6
Accounts receivable, net of allowance for credit losses of $3.9 and $6.5, respectively
709.9
612.8
Inventories
1,064.5
1,149.0
Prepaid expenses and other current assets
277.7
231.4
Current assets held for sale
—
272.6
Total current assets
2,451.7
2,797.4
Property, plant and equipment, net
849.0
898.7
Operating lease assets
156.0
167.8
Goodwill and indefinite-lived intangible assets
1,697.6
2,054.7
Definite-lived intangible assets, net
2,190.2
2,351.5
Deferred income taxes
6.3
3.3
Other non-current assets
258.6
261.8
Total non-current assets
5,157.7
5,737.8
Total assets
$
7,609.5
$
8,535.2
Liabilities and Shareholders’ Equity
Liabilities
Accounts payable
$
400.4
$
474.5
Payroll and related taxes
153.2
112.2
Accrued customer programs
109.4
111.4
Other accrued liabilities
265.4
216.1
Accrued derivative liabilities
86.2
14.5
Accrued income taxes
28.8
20.8
Current indebtedness
11.4
36.6
Current liabilities held for sale
—
26.8
Total current liabilities
1,054.8
1,012.9
Non-current liabilities
Long-term debt, less current portion
3,283.4
3,603.6
Deferred income taxes
146.7
168.9
Other non-current liabilities
608.8
814.3
Total non-current liabilities
4,038.9
4,586.8
Total liabilities
5,093.7
5,599.7
Contingencies - Refer to Note 16
Shareholders’ equity
Controlling interests:
Preferred shares, $0.0001 par value per share, 10 shares authorized
—
—
Ordinary shares, €0.001 par value per share, 10,000 shares authorized
6,540.5
6,608.2
Accumulated other comprehensive income (loss)
(22.8)
4.8
Retained earnings (accumulated deficit)
(4,001.9)
(3,677.5)
Total shareholders’ equity
2,515.8
2,935.5
Total liabilities and shareholders' equity
$
7,609.5
$
8,535.2
Supplemental Disclosures of Balance Sheet Information
Preferred shares, issued and outstanding
—
—
Ordinary shares, issued and outstanding
138.7
137.6
11
PERRIGO COMPANY PLC
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions)
(unaudited)
Six Months Ended
June 27, 2026
June 28, 2025
Cash Flows From (For) Operating Activities
Net income (loss)
$
(324.1)
$
(14.8)
Adjustments to derive cash flows:
Depreciation and amortization
179.1
166.2
Restructuring charges
84.9
35.0
Share-based compensation
21.2
28.4
Impairment charges
331.8
4.6
Amortization of debt discount
4.1
4.4
Deferred income taxes
(19.3)
9.6
(Gain) loss on sale of business
(129.5)
1.6
Amortization on hedging instruments
(10.3)
(12.6)
Other non-cash adjustments, net
(8.7)
1.2
Subtotal
129.3
223.6
Increase (decrease) in cash due to:
Inventories
74.2
(97.4)
Accrued income taxes
(13.4)
(54.5)
Payroll and related taxes
(45.0)
(23.6)
Accounts payable
(66.8)
(19.9)
Accrued customer programs
0.5
(0.6)
Other accrued liabilities
44.4
(29.3)
Accounts receivable
(102.3)
(5.9)
Other long term liabilities
2.6
2.4
Prepaid expenses and other current assets
(54.6)
16.6
Subtotal
(160.3)
(212.2)
Net cash (for) from operating activities
(31.0)
11.4
Cash Flows From (For) Investing Activities
Net proceeds from sale of businesses
362.9
14.4
Asset acquisitions, net
—
(1.5)
Additions to property, plant and equipment
(28.1)
(44.7)
Other investing, net
2.2
2.3
Net cash from (for) investing activities
337.0
(29.5)
Cash Flows From (For) Financing Activities
Payments on long-term debt
(759.3)
(17.6)
Cash dividends
(80.1)
(79.5)
Borrowings of revolving credit agreements and other financing, net
427.6
—
Payments for debt issuance costs
(5.5)
—
Shares used to settle taxes
(7.0)
(17.7)
Other financing, net
(9.9)
(1.0)
Net cash for financing activities
(434.2)
(115.8)
Effect of exchange rate changes on cash and cash equivalents
(6.1)
29.3
Net decrease in cash and cash equivalents
(134.2)
(104.6)
Cash and cash equivalents of continuing operations, beginning of period
531.6
558.8
Cash and cash equivalents held for sale, beginning of period
2.3
—
Less cash and cash equivalents held for sale, end of period
—
—
Cash and cash equivalents of continuing operations, end of period
$
399.7
$
454.2
12
TABLE I
PERRIGO COMPANY PLC
RECONCILIATION OF NON-GAAP MEASURES
SELECTED CONSOLIDATED INFORMATION
(in millions, except per share amounts)
(unaudited)
Three Months Ended June 27, 2026
Three Months Ended June 28, 2025
Consolidated Continuing Operations
Gross Profit
Operating Income
Income from Continuing Operations
Diluted Earnings per Share
Gross Profit
Operating Income
Income (Loss) from Continuing Operations
Diluted Earnings (Loss) per Share
Reported
$
313.9
$
23.5
$
88.5
$
0.63
$
362.9
$
45.4
$
(0.5)
$
0.00
As a % of reported net sales
(1)
30.7
%
2.3
%
8.7
%
34.4
%
4.3
%
—
%
Pre-tax adjustments
(2)
:
Amortization expense related primarily to acquired intangible assets
35.3
54.5
54.5
0.39
35.5
56.8
57.3
0.41
Impairment charges
(3)
—
1.0
1.0
0.01
—
1.5
1.5
0.01
Unusual litigation
—
12.4
12.4
0.09
—
15.4
15.4
0.11
Restructuring charges and other termination benefits
—
14.4
14.4
0.10
—
8.7
8.7
0.06
(Gain) Loss on divestitures
(4)
—
—
(129.4)
(0.93)
—
—
1.8
0.01
Other
(5)
15.3
18.8
26.8
0.19
4.3
7.4
7.4
0.05
Non-GAAP tax adjustments
(6)
—
—
2.0
0.01
—
—
(12.4)
(0.09)
Adjusted
$
364.5
$
124.5
$
70.3
$
0.50
$
402.8
$
135.2
$
79.2
$
0.57
As a % of reported net sales
(1)
35.6
%
12.2
%
6.9
%
38.1
%
12.8
%
7.5
%
Diluted weighted average shares outstanding (in millions)
Reported
139.6
138.2
Effect of dilution as reported amount was a loss, while adjusted amount was income
(7)
—
0.4
Adjusted
139.6
138.6
Note: Amounts may not add or recalculate due to rounding. Percentages are based on actuals.
(1) Reported net sales for the three months ended June 27, 2026 and June 28, 2025 were $1,022.8 million and $1,056.3 million, respectively.
(2) Individual pre-tax line item adjustments have not been tax effected, as tax expense on these items are aggregated in the "Non-GAAP tax adjustments" line item.
(3) During the three months ended June 27, 2026, we determined the carrying value of an in process R&D asset was impaired by $1.0 million. During the three months ended June 28, 2025, we determined the carrying value of our
Prevacid
®
branded product was impaired by $1.5 million.
(4) Represents the gain on the divestiture of our Dermacosmetics business for the three months ended June 27, 2026.
(5) Other pre-tax adjustments impacting reported income from continuing operations for the three months ended June 27, 2026 includes $15.4 million of accelerated depreciation, $6.5 million of professional consulting fees for potential divestiture activity and other legal matters and $4.9 million of unfavorable hedging activity related to divestiture activity. Other pre-tax adjustments impacting reported income (loss) from continuing operations for the three months ended June 28, 2025 are related to $4.5 million of accelerated depreciation as a result of Nutrition Network Optimization and $2.8 million of professional consulting fees for divestiture activity.
(6) Non-GAAP tax adjustments for the three months ended June 27, 2026 are primarily due to removal of $2.0 million of tax expense on pre-tax non-GAAP adjustments.
Non-GAAP tax adjustments for the three months ended June 28, 2025 are primarily due to $13.9 million of tax expense on pre-tax non-GAAP adjustments.
(7) In the period of a net loss, reported diluted shares outstanding equal basic shares outstanding.
13
TABLE II
PERRIGO COMPANY PLC
RECONCILIATION OF NON-GAAP MEASURES
SELECTED CONSOLIDATED INFORMATION
(in millions, except per share amounts)
(unaudited)
Three Months Ended June 27, 2026
Three Months Ended June 28, 2025
Consolidated Continuing Operations
R&D Expense
DSG&A Expense
Restructuring, Impairments and Other
R&D Expense
DSG&A Expense
Restructuring, Impairments and Other
Reported
$
23.7
$
251.3
$
15.4
$
22.0
$
273.1
$
22.4
As a % of reported net sales
(1)
2.3
%
24.6
%
1.5
%
2.1
%
25.9
%
2.1
%
Pre-tax adjustments
(2)
:
Amortization expense related primarily to acquired intangible assets
(0.2)
(19.0)
—
—
(21.2)
—
Impairment charges
(3)
—
—
(1.0)
—
—
(1.5)
Restructuring charges and other termination benefits
—
—
(14.4)
—
—
(8.7)
Unusual litigation
—
(12.4)
—
—
(3.2)
(12.2)
Other
(4)
(0.1)
(3.4)
—
(0.2)
(2.9)
—
Adjusted
$
23.4
$
216.6
$
—
$
21.8
$
245.8
$
—
As a % of reported net sales
(1)
2.3
%
21.2
%
—
%
2.1
%
23.3
%
—
%
Note: Amounts may not add or recalculate due to rounding. Percentages are based on actuals.
(1) Reported net sales for the three months ended June 27, 2026 and June 28, 2025 were $1,022.8 million and $1,056.3 million, respectively.
(2) Individual pre-tax line item adjustments have not been tax effected, as tax expense on these items are aggregated in the "Non-GAAP tax adjustments" line item.
(3) During the three months ended June 27, 2026, we determined the carrying value of an in process R&D asset was impaired by $1.0 million. During the three months ended June 28, 2025, we determined the carrying value of our
Prevacid
®
branded product was impaired by $1.5 million.
(4) Other pre-tax adjustments for the three months ended June 27, 2026 and June 28, 2025 are due primarily to professional consulting fees for divestiture activity.
14
TABLE III
PERRIGO COMPANY PLC
RECONCILIATION OF NON-GAAP MEASURES
SELECTED CONSOLIDATED INFORMATION
(in millions, except per share amounts)
(unaudited)
Three Months Ended June 27, 2026
Three Months Ended June 28, 2025
Consolidated Continuing Operations
Interest and Other
Income Tax Expense
Interest and Other
Income Tax Expense
Reported
$
(81.9)
$
16.9
$
42.2
$
3.7
As a % of reported net sales
(1)
(8.0)
%
1.7
%
4.0
%
0.3
%
Effective tax rate
16.0
%
115.7
%
Pre-tax adjustments
(2)
:
Amortization expense related primarily to acquired intangible assets
—
—
(0.5)
—
Gain (loss) on divestitures
(3)
129.4
—
(1.8)
—
Other
(4)
(8.0)
—
—
—
Non-GAAP tax adjustments
(5)
—
(2.0)
—
12.4
Adjusted
$
39.3
$
14.9
$
39.9
$
16.0
As a % of reported net sales
(1)
3.8
%
1.5
%
3.8
%
1.5
%
Adjusted effective tax rate
17.5
%
16.8
%
Note: Amounts may not add or recalculate due to rounding. Percentages are based on actuals.
(1) Reported net sales for the three months ended June 27, 2026 and June 28, 2025 were $1,022.8 million and $1,056.3 million, respectively.
(2) Individual pre-tax line item adjustments have not been tax effected, as tax expense on these items are aggregated in the "Non-GAAP tax adjustments" line item.
(3) Represents the gain on the divestiture of our Dermacosmetics business for the three months ended June 27, 2026.
(4) Other pre-tax adjustments impacting reported interest and other from continuing operations for the three months ended June 27, 2026 are primarily due to $4.9 million of unfavorable hedging activity related to divestiture activity.
(5) Non-GAAP tax adjustments for the three months ended June 27, 2026 are primarily due to removal of $2.0 million of tax expense on pre-tax non-GAAP adjustments.
Non-GAAP tax adjustments for the three months ended June 28, 2025 are primarily due to $13.9 million of tax expense on pre-tax non-GAAP adjustments.
15
TABLE IV
PERRIGO COMPANY PLC
RECONCILIATION OF NON-GAAP MEASURES
SELECTED CONSOLIDATED INFORMATION
(in millions, except per share amounts)
(unaudited)
Three Months Ended
Consolidated Continuing Operations
June 27, 2026
June 28, 2025
% Change
Net Sales
$
1,022.8
$
1,056.3
(3.2)%
Less: Currency impact
(1)
3.7
—
0.3%
Constant currency net sales
$
1,019.1
$
1,056.3
(3.5)%
Less: Divestitures and exited products
(2)
—
23.6
(2.2)%
Organic net sales
$
1,019.1
$
1,032.8
(1.3)%
Self Care
Net Sales
$
576.6
$
598.6
(3.7)%
Less: Currency impact
(1)
3.2
—
0.5%
Constant currency net sales
$
573.4
$
598.6
(4.2)%
Less: Divestitures and exited products
(2)
—
2.1
(0.3)%
Organic net sales
$
573.4
$
596.5
(3.9)%
Specialty Care
Net Sales
$
226.6
$
233.1
(2.8)%
Less: Currency impact
(1)
0.2
—
0.1%
Organic net sales
$
226.4
$
233.1
(2.9)%
Infant Formula
Net Sales
$
100.9
$
82.0
23.1%
Less: Currency impact
(1)
—
—
—%
Organic net sales
$
100.9
$
82.0
23.1%
All Other
Net Sales
$
118.6
$
142.7
(16.9)%
Less: Currency impact
(1)
0.3
—
0.1%
Constant currency net sales
$
118.4
$
142.7
(17.0)%
Less: Divestitures and exited products
(2)
—
21.5
(14.7)%
Organic net sales
$
118.4
$
121.3
(2.4)%
Note: Amounts may not add or recalculate due to rounding. Percentages are based on actuals.
(1) Currency impact is calculated using the exchange rates used to translate our financial statements in the comparable prior-year period to show what current period US dollar results would have been if such currency exchange rates had not changed.
(2) Represents divestiture of the Dermacosmetics business within All Other and Richard Bittner Business and exited products within the Self Care segment.
16
TABLE V
PERRIGO COMPANY PLC
RECONCILIATION OF NON-GAAP MEASURES
SELECTED CONSOLIDATED INFORMATION
(in millions, except per share amounts)
(unaudited)
Three Months Ended June 27, 2026
Three Months Ended June 28, 2025
Consolidated Continuing Operations
Net Sales
Gross Profit
Operating Income
Income from Continuing Operations
Diluted Earnings per Share
Net Sales
Gross Profit
Operating Income
Income from Continuing Operations
Diluted Earnings (Loss) per Share
All In Adjusted
$
1,022.8
$
364.5
$
124.5
$
70.3
$
0.50
$
1,056.3
$
402.8
$
135.2
$
79.2
$
0.57
As a % of reported net sales
35.6
%
12.2
%
6.9
%
38.1
%
12.8
%
7.5
%
Core Adjustments:
Less: Infant Formula
100.9
20.7
4.0
4.0
0.03
82.0
10.8
(12.2)
(12.2)
(0.09)
Less: Previously Announced Divestitures
(1)
15.2
8.3
3.0
3.0
0.02
38.2
22.0
10.8
10.8
0.08
Non-GAAP tax adjustments
—
—
—
(0.8)
0.01
—
—
—
0.2
—
Core Adjusted
$
906.7
$
335.5
$
117.6
$
64.1
$
0.46
$
936.2
$
370.0
$
136.6
$
80.4
$
0.58
As a % of Core net sales
37.0
%
13.0
%
6.3
%
39.5
%
14.6
%
8.6
%
Less: Currency impact
(2)
3.7
Core Organic
$
903.0
Diluted weighted average shares outstanding (in millions)
Reported
139.6
138.2
Effect of dilution as reported amount was a loss, while adjusted amount was income
(3)
—
0.4
Adjusted
139.6
138.6
Note: Amounts may not add or recalculate due to rounding. Percentages are based on actuals.
(1) Represents previously announced divestitures, primarily Dermacosmetics, and exited products.
(2) Currency impact is calculated using the exchange rates used to translate our financial statements in the comparable prior-year period to show what current period U.S. dollar results would have been if such currency exchange rates had not changed.
(3) In the period of a net loss, reported diluted shares outstanding equal basic shares outstanding.
17